Medtronic EVP Michael Marinaro Receives Awards; 3,356 Shares Withheld

What Happened Michael Marinaro, EVP and President, Medical Surgical & Americas at Medtronic (MDT), had 3,356 shares withheld to cover taxes on vested restricted stock units (disposition value reported at $286,569). On 2026-08-03 he was awarded a total of 162,355 stock units (no cash paid): 10,960 + 46,147 time-based restricted stock units (RSUs) and 27,400 + 77,848 performance-based share units (PSUs) (all recorded as acquisitions at $0.00).

Key Details

• Disposition (tax withholding): 3,356 shares withheld on 2026-07-31 at $85.39 each — $286,569 (transaction code F, routine tax withholding on RSU vesting).
• Grants (acquisitions): 8/3/2026 — 10,960; 46,147; 27,400 (derivative/PSU); 77,848 (derivative/PSU). Total units granted = 162,355. No cash paid for these grants (transaction code A).
• Dividend reinvestment: filing notes 547 shares were acquired via dividend reinvestment since last report (F2).
• Vesting/performance notes: some grants are time‑based RSUs (vesting either 100% on the 3rd anniversary or in four annual installments); PSUs are performance‑conditioned over a three‑year period (one PSU tranche has a target payout of 27,400 shares and a maximum payout up to 65,760 shares; payouts can be 0 if minimum performance isn’t met). (See filing footnotes F3–F7.)
• Shares owned after transaction: Not disclosed in the provided filing.
• Filing timeliness: No late filing indicated in the provided record.

Context

• The 3,356-share disposition was a tax-withholding event tied to RSU vesting (routine, not an open-market sale).
• The awards include time-based RSUs (future vesting dates) and PSUs (contingent on performance metrics through the specified performance period — payouts may vary). These awards represent compensation/retention rather than immediate purchases by the insider.
• For retail investors, purchases are generally more informative of immediate insider confidence; these entries are primarily compensation-related grants and a routine tax-related disposition.